The lyrics to "As I Went Out One Morning" tell about a man who offers a hand to a woman in chains, but realizes that she wants more than he is offering, and that "she meant to do [him] harm." A character identified as Tom Paine then appears, "command[s] her to yield," and apologizes to the narrator for the woman's actions. Tom Paine as a figure may represent common sense or civil liberties, which the historical Tom Paine championed. However, it is also likely that this song references the prestigious Tom Paine Award that Dylan received in 1963 from the National Emergency Civil Liberties Committee. Dylan delivered an acceptance speech and was booed and rushed from the stage when he claimed to have empathy for some of Lee Harvey Oswald feelings.[1] The song bears a resemblance to the W. H. Auden poem As I Walked Out One Evening, including sharing the same iambic meter and quatrain form.

Dylan's use of harmonica on the song is distinctive. The flatted second (as well as third, sixth, and seventh) identifies the musical mode as Phrygian. Since the song is in F# minor (played in D minor on a guitar with a capo at the fourth fret), Dylan must be playing a D harmonica. The usual modes for diatonic harmonica in minor keys are Aeolian and Dorian (A or E harmonicas in the key of F# minor).